UNITED STATES
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FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 5, 2025, Conduit Pharmaceuticals Inc. (the “Company”), convened a special meeting of stockholders (the “Special Meeting”). Proxies had been submitted by stockholders representing over one-third of the shares of the Company’s common stock outstanding and entitled to vote, which constituted a quorum. At the Special Meeting, the Company’s stockholders voted on one proposal, which is described in more detail in the proxy statement.
The following is a brief description of the matter voted upon and the results, including the number of votes cast for and against the matter and the number of abstentions and broker non-votes with respect to the matter. Proxies for the Special Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition of management’s solicitation.
Proposal No. 1. Stockholders approved one or more amendments of the Company’s Second Amended and Restated Certificate of Incorporation to effect one or more reverse stock splits of the Company’s common stock, par value $0.0001 per share, at a ratio ranging from any whole number between and including 1-for-2 and 1-for-100 and in the aggregate not more than 1-for-250, inclusive, as determined by the Company’s board of directors in its discretion, subject to the authority of the board of directors to abandon such amendments. The voting results were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 5,065,868 | 496,473 | 1,438 | 0 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 6, 2025 | CONDUIT PHARMACEUTICALS INC. | |
| By: | /s/ Andrew Regan | |
| Name: | Andrew Regan | |
| Title: | Chief Executive Officer | |